Twenty-eight law firms have come together to develop an opinion white paper that provides guidance to practitioners in their consideration of the application of recent judicial opinions relating to Section 316(b) of the Trust Indenture Act of 1939 (the “TIA”). Specifically, the recent decisions of the U.S. District Court for the Southern District of New York in the Marblegate and Caesars Entertainment cases contain language that suggests a significant departure from the widely understood meaning of TIA Section 316(b) that has prevailed among practitioners for decades. These cases have introduced interpretive issues that have disrupted established opinion practice.
The white paper presents a set of general principles that can guide opinion givers until such time as the interpretive questions raised by these recent cases are resolved through future judicial opinions and/or legislative action.